TERMS OF USE OF SERVICES

Last revised: February 26, 2018

1. GENERAL

a: This document is an electronic record in terms of Information Technology Act, 2000 and rules framed under thereof as applicable and amended from time to time pertaining to electronic records and data in various statutes as amended by the Information Technology Act, 2000. This electronic record is generated by a computer system and does not require any physical or digital signature.


b: This document is published in accordance with the provisions of Rule 3(1) of the Information Technology (Intermediary Guidelines) Rules, 2011 that require the publishing of the rules and regulations, privacy policy and terms of access or use of Truematch through its mobile application and/ or web platform.

c: Truematch is an intermediary as defined under Section 2(w) of the Information Technology Act, 2000. Truematch does not guarantee or certify the accuracy of the profile of the Clients/ Users maintaining their accounts on Truematch. Truematch only intends to provide a platform whereby individuals who have a bonafide intention to enter into a matrimonial alliance without any element of malafide to commit fraud upon or cheat any another Client/ User of Truematch can come into contact. Truematch shall not be construed as a marriage business bureau or a dating website. The Client/ User may come into contact with other Client/ User of Truematch in any manner whatsoever but any ill effect shall have no bearing on Truematch and/ or its officers, subsidiaries, shareholders, executives, directors, agents, attorneys, employees, assigns and any other person involved in managing the affairs of the Company

d: The unique feature of Truematch is that it enables the Clients/ Users who bonafide make an account on the Website to utilize its services to find a prospective and enter into a matrimonial alliance to find other Clients/ Users as per their criterion and preferences including but not limited to professional backgrounds.

e:  The domain name www.truematchapp.com (hereinafter referred to as “Website”) is owned and operated by “True Technologies”, where such expression shall unless repugnant to the context thereof, be deemed to include its respective representatives, administrators, employees, directors, officers, agents and their successors and assigns (hereinafter referred to as the “Company”).

f: For the purpose of this Terms of Service (hereinafter referred to as the “Agreement”), wherever the context so requires: i.  That whosoever has agreed to access or use the services (defined below) provided by Truematch through its website or the mobile application shall be deemed to be a “Client/User” of Truematch and shall include any legal person or legal entity for the consideration as agreed and deemed to be agreed between the Parties herein, and who is competent to enter into binding contracts as per the provisions of the Indian Contract Act, 1872, and in case of legal entity, then such person as authorized by the entity to act on its behalf and shall be binding on that legal entity; ii.  The terms “Party” and “Parties” shall respectively be used to refer to the Client/ User and the Company individually as well as collectively, as the context so requires;

g: The access or use of the services of the website/ mobile application by the Client/ User is solely governed by this Agreement and the Privacy Policy and the Company reserves its right to make any modifications or amendments thereto from time to time, at its sole discretion. The use of the services of Truematch through any mode whatsoever by the Client/ User shall be deemed to signify the Client’s unequivocal acceptance of this Agreement and the Client/ User expressly agrees to be bound by the same.

h: The Client/ User unequivocally agrees that this Agreement constitutes a legally binding agreement between the Client/ User and the Company, and that the Client/ User shall be subject to the rules, regulations, guidelines, policies, terms, conditions, and the governing laws applicable to the Service/ Services provided by the Company through the Website or any other medium, and that the same shall be deemed to be incorporated into this Agreement, and shall be treated as part and parcel of the same. The Client hereby agrees and acknowledges that no signature or express act is required to make this Agreement binding on the Client/ User, and that the Client’s/ User’s act of availing the Service/ Services or any part thereof shall be deemed to be and shall be constituted that the Client/ User has given his full and final acceptance of this Agreement.

i: The Company reserves the sole and exclusive right to amend and modify this Agreement without any prior permission or intimation to the Client/ User, and the Client/ User expressly agrees that any such amendments or modifications made thereto shall come into effect immediately and shall be bound by the same. It shall be the duty of the Client/ User to periodically check the Agreement and be aware of the modifications/ amendments made thereto. If the Client/ User continues to use the Website/ mobile application or any other services thereof provided by the Company, following any change/ amendment/ modification, then the Client/ User shall be deemed to have consented to any and all such change/ amendment/ modifications made to this Agreement in so far as the Client complies with this Agreement.

2.  ELIGIBILITY

a. The Client represents and warrants that he/ she is competent and eligible to enter into legally binding agreement and that he/ she has the requisite authority to bind himself/ herself to this Agreement, as determined by the provisions of the Indian Contract Act, 1872. The Client/ User shall not use the Website/ mobile application if he/ she is not competent to contract as per the provisions of Indian Contract Act, 1872, or is disqualified from doing so by any other applicable law, rule, regulations, decree, order, judgment of any Court of Law not limited to the jurisdiction and applicable laws of India but other countries also wherever the Services of the Company are being availed of.

b. The Client/ User represents and warrants that by creating an account on Truematch they have a bonafide intention to enter into a matrimonial alliance with no element of malafide of any kind whatsoever involved. The Client/ User agrees and understands that Truematch is not a dating website or a marriage bureau business.

3.  CREATION OF AN ACCOUNT

a. In order to avail the Services or use the Website/ mobile application of the Company, the Client/ User can create an account on the Website/ mobile application by logging in through their either Linkedln or Facebook account. Once the Client/ User enters their Facebook/ Linkedln log in credentials and the information of their accounts is synced with their account on the Website/ mobile application, then they shall be directed to fill a Truematch Form (TM Form) which request the Client/ User to fill their personal information like profession, marital status, height, body type, diet, gender, smoking habits, drinking habits, religion, etc. Thereafter, the Client/ User shall upload their photograph on the Website and after submission of all the details, the same shall be sent for approval to the Company. After the Company approves the profile of the Client/ User, they can access the Services of the Website. The Client/ User shall be informed about the approval or decline of their profile request by the Company within 2 (two) working days through e-mail/ notification/ messages.

b. Once the account of the Client/ User is verified and permitted by the Company on the Website/ mobile application, then the Client/ User shall be able to log in through his registered e-mail id provided by him to the Company and also one time password sent on his registered mobile number shared with the Company.

c. The Client/ User hereby understands and agrees that they shall have a free access to the Website and Services for a period of One (1) month only and thereafter, in order to continue using/ enjoying the full services of Website they shall be required to subscribe to any of the various subscription plans offered by the Company otherwise they shall have a very limited access to the Services of the Company and the action buttons (like Accept Interest, Decline Interest, Send Interest, View Profile, Share Profile, Send Chat) shall stop functioning.

d. The Client/ User agrees and acknowledges that the Services provided is for consideration, as agreed by the Parties hereto, and that consequently, the Client/ User shall have an obligation to pay the Company any and all amounts as so agreed to be paid, in strict adherence with the timelines for such payment as may be agreed to, in advance.

e. All the Clients/ Users who have an account on the Website/ mobile application consent to receiving promotional mails, calls, text messages, posts, etc, informing them about the features of Truematch and its services, benefits of paid membership, important notifications from the Company regarding their profiles, interests received from other Clients/ Users, message requests received from other Clients/ Users.

f. The Client/ User hereby agrees and acknowledges that the Company reserves its rights and is at sole discretion to decline any profile under review on the Website/ mobile application for reasons but not limited to inappropriate photographs, incomplete information, etc.

g. The Client/ User agrees and acknowledges that all the information collected through the Website by the Company shall be stored in the servers/ systems located in the territory of India and thereby all the processing of such information and data by the Company shall be done within the territory of India itself as per the applicable laws of India.

4. SERVICES

a. The Client/ User hereby agrees and understands as aforesaid that Truematch is not a dating website and only intends to provide a platform whereby individuals having bonafide intention to enter into a matrimonial alliance can contact/ interact with each other according to their preferences and criterion including but not limited to professional backgrounds.

b. The Website/ mobile application also enables its Client/ User to filter the profiles of other Client/ User according to his preferred parameters like religion, profession, etc.

c. That the Company in order to enable/ facilitate the intention of the Website/ mobile application provides certain action buttons like “Send Interest”, “Accept Interest”, “Decline Interest”, “Send Interest”, “View Profile”, “Share Profile”, “Send Chat”.

d. The Company as aforesaid provides an in built chat option to its Client/ User to facilitate/ enable them to build relationships with their prospective interests/ matches. The Client/ User can “Send Interest” to the other Client/ User in whomsoever they are interested. The receiving Client/ User shall be notified of the same via notification/ e-mail and it shall be at the discretion of the receiving Client/ User to accept or decline the request of the sending Client/ User. If the receiving Client/ User accepts the request, then they shall be directed to the inbuilt chat window enabling the Clients/ Users to interact. However, such in- built chat window does not allow the Client/ User to exchange any kind of information or material which is in any another format except written words, thereby, the Client/ User shall not be able to exchange/ share pictures, songs, web links, etc.

e. The Client/ User who are using the in built chat window shall have the option to mark spam the other profile if they are of the opinion as a prudent person that the Client/ User adopts any written words which are demeaning and/ or grossly offensive in any manner.

f. The Company reserves the right to remove, pull down or block the services of access of any Client/ User who has received more than 5 spams from the other Client/ User on the Website.

5.  TERM AND TERMINATION

a. This Agreement shall remain in full force and effect while the Client/ User avails, accesses or uses the Services of the Company and/ or is in possession of an active account on the website/ mobile application of the Company and even after the suspension of the account of the Client if found that the Client had acted in contravention to this Agreement during active use of the Services of the Company.

b. The Client is aware and agrees that the Company may terminate or suspend the Client’s account at any time and block future use of the Services provided by the Company, without a prior notice, if the Company believes that the Client has acted in contravention to the terms of this Agreement and has violated any law in force, or for any other reason, at its sole discretion.

c. The Client is further aware and agrees expressly that even after the Client’s account is terminated for any reason, this Agreement shall survive such termination and continue to operate in full force and effect, except for any terms that by their nature stand expire or fully satisfied.

d. The Client hereby understands and agrees that if he/ she intends to terminate the use or access of the Services of the Company, then they shall be liable to send a prior written notice to the Company at contact@truematchapp.com with the only after the said notice has been received by the Company, accepted by the Company and the same has been intimated to the Client.

e. Any account terminated/ deleted by the Client/ User cannot be retrieved under any circumstances.

f. Every Client/ User understands and agrees that the Company reserves its exclusive right to terminate/ suspend/ restrict the access of their account if the Company is in receipt of complaint or incriminating evidence against them from other Clients/ Users or under the instructions of any law enforcement agency on suspect of misbehaviour or violation of any law in force for the time being.

6.  ACCOUNT SECURITY

a. The Client/ User shall be solely responsible to maintain the confidentiality of the Client’s/ User’s username and password and shall be solely responsible for any and all activities and instructions that occur under such username and password, including but not limited to the accessing of information/ material/ pictures uploaded by the Client/ User by any person or entity other than the Client.

b. The Client/ User agrees to immediately notify the Company of any disclosure or unauthorized use of the Client’s username and/ or password, or any other breach of security with respect to the Client/ User account, and also to ensure that the Client/ User logs out from the account at the end of each sessions. The Client/ User is aware that any such unauthorized access of the Client/ User account may result into suspension/ termination of the Client/ User account, at the sole discretion of the Company, irrespective of the Client/ User involvement or lack thereof.

7.  CONSIDERATION

a. The subscription plans as offered by the Company are as follows:
i.  1 month subscription plan for Rs. 299/-
ii.  3 month subscription plan for Rs. 499/-
iii.  Infinity subscription plan for Rs. 999/-

b. The Client/ User hereby agrees and understands that an infinity subscription plan shall be construed to be limited for a period of 20 (twenty) years and the same is non- transferable.

c. The Client/ User is aware and acknowledges that the Services provided by the Company under this Agreement through the Website or any other mediums, including but not limited to emails, SMSs, letters and telephonic calls is for valuable consideration, as agreed to between and by the Parties, and the Company reserves its right to modify the same from time to time, at its sole discretion. The Client shall be under an obligation to regularly keep himself/ herself updated with relation to this Agreement as well as the payment terms, and the Company shall be under no obligation whatsoever to intimate the Client/ User of any changes made to the same.

d. The Client/ User is aware and acknowledges that the account of the Client/ User maintained on the website/ mobile application of the Company to access/ use the Services of the Company shall be free of consideration for a period of One (1) month but thereafter in order to continue the usage of the Services of the Company, the Client/ User shall be liable to subscribe to the various plans offered by the Company.

e. The Client/ User is further aware and acknowledges that any and all amounts payable to the Company shall be paid in advance, as per the payment schedule shared and agreed by the Parties. The Client/ User agrees and undertakes not to withhold any payments or part thereof for any reason whatsoever, and instead agrees to follow the procedure laid out hereunder for dispute resolution in the event of any dispute between the Parties. The Client/ User is also aware that the Company shall in no manner be obligated to provide the Services or any part thereof in the event that the Client/ User makes part payment for the Services or once the validity of the subscription plan expires.

8. MODE OF PAYMENT

The Company only provides the platform of internet banking as the accepted mode of payment. The Client/ User understands that any payment made to any of its officers, subsidiaries, shareholders, executives, directors, agents, attorneys, employees, assigns and any other person involved in managing the affairs of the Company or any other person who misrepresents himself to be associated with the Company in any manner whatsoever shall not be construed to be a valid payment and shall not make any requests for refund based on such transactions.

9. REFUND

The Company does not provide for the refund of any payment/ part payment made by any Client/ User as consideration for availing the Services of the Company in any case whatsoever.

10. COMMUNICATION

a.  By using this Website/ mobile application and availing of the Services of the Company, and providing his/ her personal information to the company through the Website, the Client hereby agrees and consents o

11. ROLE OF THE COMPANY AND THE WEBSITE

a. The Company as aforesaid through Truematch only intends to provide an initial platform to bring in contact various Clients/ Users who are willing to enter into a matrimonial alliance and shall not be construed as a marriage bureau or dating website or otherwise.

b. The Website enables the Client/ User to create their own profiles through their Linkedln and Facebook accounts and put in relevant information to be displayed on the website/ mobile application which shall be used by other Clients/ Users for searching of potential marriage matches. The Company does not in any manner whatsoever share the information of its Clients/ Users to third parties except what is displayed on the Website/ mobile application and shared/ uploaded by its Clients/ Users. Though the Company shall take reasonable measures and precautions to safeguard the personal information, data and photographs of the Clients/ Users. However, the Company shall not be responsible in case whatsoever if the such information provided by the Client/ User is unauthorizedly without the knowledge and consent of the Company is being copied, printed, published, manipulated or misused by any other Client/ User. The contravening Client/ User shall be responsible to indemnify the Company against all such losses and damages occurring directly and indirectly from their such acts and omissions committed against this Agreement.

c. The Client/ User hereby understands and agrees that in order to provide the Services, the Company shall require the Client/ User to provide details as aforementioned. The said information/ data collected by the Company shall be used to create unique profiles for each of Client/ User which shall be visible to other Clients/ Users on the Website barring some details which shall be only previewed after taking consent from the concerned Client/ User. The Company through the Website shall facilitate in matching profiles through its specially deigned programme based on the criterion provided by the Client/ User.

12. PROPRIETARY RIGHTS

a. The Client/ User is aware and acknowledges that the Company owns and retains all proprietary rights in the Website/ mobile application and the Services provided by the Company, and in all the content, trademarks, tradenames, service marks and other intellectual property rights related thereto. The Website/ mobile application and the Services thereof contain the copyright material, trademarks, and other proprietary information of the Company and its licensors, and the Client/ User agrees not to copy, modify, transmit, crate any derivative work from, make use of, or reproduce in any way any copyrighted material, trademarks, tradenames, service marks, or other intellectual property or proprietary information accessible through the Service, without first obtaining the prior written consent from the Company, or if such property is not owned by the Company, the Owner of such intellectual property rights. The Client/ User agrees not to remove, obscure or otherwise alter ant proprietary notices appearing on any content, including copyright, trademark, and any other intellectual property notices.

13. PROHIBITED ACTIVITIES

The Company reserves the right to investigate, suspend and / or terminate the User/ Client’s account if the User/ Client has misused/ misappropriated the Services or behaved in a manner the Company regards as unethical, inappropriate or unlawful, including actions or communications that occur off the Services, but involve the Company, Clients/ Users of the Company, or information obtained through the Service, breached the terms of this Agreement or acted in contravention to any law in force and applicable. The following is a list of non- exclusive actions and activities that the Client is no permitted to engage in while maintaining an account on the Website:

a. Attempt to use the Services to stalk, harass, abuse, or harm, or advocate or incite stalking, harassment, abuse or harm of another person/ group/ Client/ User;

b. Attempt to use the Services of the Website/ mobile application for any purpose besides personal purposes and specially not to create any derivative works and/ or other activities which may result into direct or indirect monetary benefits without a prior written consent from the Company

c. Uploading, transmitting, posting or sending to other Client/ User on the Website/ mobile application any abusive, pornographic, threatening, obscene, harassing, defamatory, libelous, or racially, sexually, religiously, or otherwise objectionable or offensive content or information or any content or information that contains nudity, excessive violence, or offensive subject matter or that contains a link to such content;

d. Inappropriately solicit or attempt to solicit personal information from other users of the Services, nor shall you harvest or post anyone’s private information, including personally identifiable or financial information in or through the use of the Services;

e. A Client/ User shall not make or create duplicate accounts on the Website for any purposes whatsoever. In case a Client/ User is not able to access his account on the Website then he shall contact the support at contact@truematchapp.com the earliest to resolve the access problems. If the Company gains knowledge that a Client/ User is maintaining two or more accounts on the Website then all the accounts shall be terminated or suspended at the sole discretion of the Company without any prior notice to the Client/ User.

f. No Client/ User shall transfer or give access to their accounts to any other third person like family members, friends, etc, to use it for their personal purpose or any other profile even after prior termination of the account for any reasons whatsoever.

g. Advertise, spam or distribute any malware, spyware or other malicious content in or through the Services in order to disrupt the Services;

h. Engage in any illegal conduct or intentionally or unintentionally violate, or promote the violation of, any applicable laws or regulations;

i. Disrupt, overburden, of any computer or server used by or in the Services or become involved in any type of attack (including but not limited to distribution of a virus, denial of service attacks) or in any other way attempt to disrupt the Services or any other player’s use or enjoyment of the Services;

j. Cheat or disrupt the Services in any manner (including but not limited to using cheats, exploits, automation software, bots, hacks, mods or any software designed to modify or interfere with the Services or overall experience). Cheating includes, without limitation, any automated use of the Services or circumventing or modifying any security, technology or device that is part of the Services;

k. Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any underlying software or other intellectual property used in the Services;

l. Attempt to gain unauthorized access to the Services, Client/ User accounts registered or to the computers, servers, or networks connected to the Services by any means other than the Services’ user interface;

m. Prohibit from committing any act or omission which is in contravention of any law in force.

14. DISCLAIMERS

The Client/ User hereby agrees and acknowledges that the provisions of this clause shall survive any termination of your account or of the services:

a.  The services and all related services that are provided by the Company are on an “as is” basis and without warranties of any kind, either express or implied, including without limitation warranties of title, noninfringement, or implied warranties of merchantability or fitness for a particular purpose.

b. The Company does not warrant that any information provide by other Users/ Clients is complete or accurate and that the services shall be uninterrupted or error free or that any information is free of viruses and/or rogue or malicious programming. The Company shall not be liable in case whatsoever if any material, financial or emotional loss or damage is caused to the Client/ User on account of the activities of another Client/ User including but not limited to false information provided by the Client/ User during the initial contact or even subsequent to establishment of matrimonial alliance. The Client/ User agrees and understands that exchange of matrimonial profiles through the Website are not to be construed in any manner a recommendation by the Company.

c. The Client/ User hereby understands and agrees that all the information uploaded by the Client/ User becomes public knowledge and the Company is authorized to use the information or part thereof for display on the Website in any other media including the matrimonial sections of other platforms including but not limited to print media, community associations, websites, television shows, mobile wap sites, etc at no extra costs to the Client/ User and the Company shall be not held liable in any manner whatsoever for use of such information.

d. The Client/ User agrees and understands that as part of the Services provided by the Company, any recommendation, advice, counselling or information provided by the Company is solely based on the basis of the information supplied/ uploaded by the Client/ User and the information so provided by the Client/ User may not necessarily be true or accurate. Therefore, any action by the Client/ User shall be solely at the risk of the Client/ User and shall be solely their responsibility and no claims shall lie against the Company in such actions. It is advisable that the Client/ User purporting to use such information or content uploaded by other Client/ User for the purposes of entering into a matrimonial alliance or any other purpose, then such Client/ User shall conduct their own due diligence at their own cost

e. Under no circumstances, including negligence, shall the Company be liable for any direct, indirect, incidental, special, punitive or consequential damages that may result from the use or inability to use the services, including without limitation use of or reliance on information available on the services, interruptions, errors, defects, mistakes, omissions, deletions of files, delays in operation or transmission, non- delivery of information, disclosure of communications, or any other failure of performance.

f. In no event shall the aggregate liability of the Company, whether in contract, warranty, tort (including negligence, whether active, passive or imputed), product liability, strict liability or other theory, arising out of or relating to the use of or inability to use the services exceed any compensation you pay, if any, to the Company for access to or use of the Services.

g. You hereby release and waive any and all claims and/or liability against the Company arising from or in connection with your use of the Services. you also agree to defend, indemnify and hold harmless, the Company, from and against, any and all claims or liability, including costs and attorney’s fees, arising from or in connection with your use of the service or failure to abide by applicable law.

h. The Client is aware and acknowledges that to the extent allowed by applicable laws, the Company grants no warranties of any kind, whether express, implied, statutory or otherwise with respect to the Website or the Services provided. The Company does not represent or warrant that the Client/ User’s access to the Website or Services shall be uninterrupted, error free, or secure, or that any defects or errors in the Website/ Services shall be corrected, even if the Company is made aware of the same.

i. The Client/ Users are further aware and acknowledges that any material accessed or information received or otherwise obtained through the use of the Website and its Service are accessed by the Client/ User at their own discretion and risk, and the Client/ User shall be solely responsible and liable for and does hereby waive any and all claims and causes of action with respect to but not limited to any damage or harm caused to the Client directly or indirectly or through actions of any third party.

j. The Client/ User hereby undertakes and expressly authorizes the Company to disclose any and all information relating to the Client/ User in possession of the Company to any law enforcement or other government officials, as the Company may in its sole discretion, believe necessary, deem fit or appropriate in connection with the investigation and/ or resolution of possible crimes, including but not limited to the Client/ User’s identity, content supplied to or by the Client/ User, the Client/ User’s banking information and their correspondence over the Website with other Client/ Users. The Client/ User further understands and acknowledges that the Company might be directed to disclose any such information as may be deemed necessary to satisfy any judicial order, law, regulation or valid governmental requests, and hereby expressly consents to the same.

k. The Company has no obligations of any nature whatsoever to monitor the activities of its Clients/ Users or visitors.

i. The Company is in no manner whatsoever related to Linkedln and/ or Facebook and is only using their API services to enable the Client/ User to create their profiles.

15. LIMITATION OF LIABILITY

a. To the fullest extent allowed by the applicable laws, in no even shall the Company, its affiliates, business partners, licensors or service providers be liable to the Client/ User or any third person for any direct, indirect, reliance, consequential, exemplary, incidental, special or punitive damages, including but not limited to loss of goodwill, damages for loss, corruption or data breaches, forgery, harassment, cheating, even if the Company has been advised of the possibility of such damages. Notwithstanding anything to the contrary contained herein, the Company’s liability to the Client/ User for any cause whatsoever, and regardless of the form of the action, will at all times be limited to the amount paid by the Client/ User to the Company for the service while the Client/ User maintains an account with the Company on its website. The Client/ User agrees that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service of this Agreement must be filed within One (1) month after such claim or cause of action arose or else shall be forever barred.

b. The Parties hereto expressly agree that in the event of any statute, rule, regulation or amendment coming into force that would result in the Company/ website/ Service incurring any form of liability whatsoever, this Agreement shall stand terminated one (1) day before the coming into effect of such statute, rule, regulation or amendment, and the Client/ User shall be prohibited from accessing the Website/ Services beyond such date.

16. DISPUTE RESOLUTION AND JURISDICTION

It is expressly agreed to by the Parties hereto that the formation, interpretation and performance of this Agreement and any disputes arising therefrom shall be resolved through a two- step Alternate Dispute Resolution (“ADR”) mechanism, which shall be as follows:

a.  Mediation: In case any dispute arises between the Parties to this Agreement, the Parties then shall attempt to resolve the same amicably amongst themselves, to the mutual satisfaction of both the Parties o this Agreement. In the event that the Parties are unable to reach an amicable settlement/ solution within thirty (30) days of one Party communicating to the other Party of the existence of the dispute, then the dispute shall be resolved by arbitration as detailed herein below;

b.  Arbitration: In the scenario of non- settlement of dispute through mediation, then an attempt shall be made to settle the dispute through arbitration and the Company shall appoint a Sole Arbitrator. The award passed by the Sole Arbitrator shall be final and binding on the Parties. The Parties shall bear their own costs of the proceedings, although the Sole Arbitrator may, in his/ her sole discretion, direct either Party to bear the entire cost of the proceedings. The arbitration proceedings shall be conducted in English. The seat and venue of the Arbitration shall be in New Delhi, India.
The Parties expressly agree that the Agreement and any other agreements entered into between the Parties are governed by the laws, rules and regulations of India, and that the Courts at New Delhi shall have exclusive jurisdiction over any disputes arising between the Parties hereto.

17. INDEMNITY BY THE CLIENT

a.  The Client/ User hereby expressly agrees to defend, indemnify and hold harmless the Company and the Website, its employees, directors, officers, agents, successors, assigns and affiliates against any and all claims, liabilities, damages, losses, costs and expenses, including legal fees, third party actions caused by or arising out of any and all claims of any individual (may or may not be a Client/ User of the Company) against the Client/ User or the Company/ Website/ Services, including without limitation of the non- fulfilment of any of the obligations or commitments of the Client/ User under this Agreement, or arising out of the Client/ User’s infringement of any applicable laws, rules and regulations, including but not limited to infringement of intellectual property rights, payment of statutory dues and taxes, claims of libel, defamation, cheating, forgery, violation of rights of privacy and publicity, loss of service by other Client/ Users, or the infringement of any other rights of a third party or caused by a third party.

b.  In no event shall the Company be made liable to compensate the Client/ User or any third party for any special, incidental, direct, consequential or punitive damages whatsoever, whether or not foreseeable, and whether or not the Company had been advised of the possibility of such damages, or based on any theory of liability, including breach of contract or warranty, negligence or other tortuous actions, or any other claim arising out of or in connection with the Client/ User’s use of or access to the Website and its Services, or any transaction related to involving a Client/ User of the Company. The Company reserves its right to assume exclusive control of its defence and of any matter otherwise subject to indemnification by the Client/ User, in which event the Client/ User shall fully cooperate with the Company in connection therewith, and hereby expressly agrees to bear the cost thereof.

c.  The limitations and exclusions in this section apply to the maximum extent permitted by applicable law, and the Parries expressly agree that in the vent of any statute, rule, regulation or amendment coming into force that would result in the Company incurring any form of liability whatsoever, this Agreement shall stand terminated one (1) day before coming into effect of such statute, rule, regulation or amendment, and the Client/ User shall be prohibited from accessing the Website and Service provided by the Company beyond such date.

18. NON- DISCLOSURE AND NON- SOLICITATION

a.  The Client/ User expressly undertakes to not have financial dealings of any nature with any individual associated with the Company or any Client/ User of the Company during such time as the Client/ User maintains an account with the Company, and for a period of twelve (12) months thereafter.

b.  The Client/ User hereby understands and agrees that in case he/ she undertakes any financial dealings with any other Client/ User of the Company or any employee or related party of the Company, then it shall be at the sole liability and risk of the Client/ User and shall have no bearing on the Company. The Client/ User also hereby undertakes to indemnify the Company against any actions arising directly or indirectly from such financial dealings.

c.  The Client/ User is aware that any violation of these provisions will result in immediate termination of the Client/ User’s account, in addition to any and all remedies available to the Company under law.

19.  CONFIDENTIALITY

a.  The Company may share some information that is confidential and proprietary in nature with the Client/ User for the purpose of providing the Service. Any such information shall be used only for purpose of implementing the Service, and shall not be disclosed, published or otherwise disclosed to any third party.

b.  During the term of this Agreement and for a period of One (1) years thereafter, the Client/ User agrees to keep in strictest confidence and not disclose to any individual or entity the confidential information shared, including but not limited to the advise/ guidance/ material/ data/ information supplied to the Client/ User by the Company as part of the Service relating directly or indirectly to the Company/ third party/ services and the terms agreed to by the Parties herein, unless such disclosures are required by the law.

c.  The Client/ User further agrees and undertakes to treat any data/ information/ material, whether written, oral or visual, disclosed to it or which comes into its possession or knowledge through any medium in connection with this Agreement or the Services provided hereto as strictly confidential, and undertakes not to disclose the same to any other individual or entity, except as may be required by law or as may be required to be disclosed on a “need to know” basis for implementing the Service.

20.  NOTICES

Any and all communication relating to any dispute or grievance experienced by the Client/ User shall be communicated to the Company by the Client/ User in writing and send to the registered office of the Company by Registered Post Acknowledgement.

21. MISCELLEANEOUS PROVISION

a.   Entire Agreement: If any provisions of this Agreement is held invalid by any Court of Law or Governmental Authority of requisite jurisdiction, then the remaining Agreement shall continue in full force and effect and the Parties shall attempt to give full force to their original intention.

b.  Waiver:he failure of either Party at any time to require performance of any provision of this Agreement shall in no manner affect such Party’s right at a later time to enforce the same. No waiver by either Party of any breach of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be or construes as a further or continuing waiver of any such breach, or a waiver of any other breach of this Agreement.

c.   Severability:If any provision/ clause of this Agreement is held to be invalid, illegal or unenforceable by any Court of Law or regulatory authority or Government Department of competent jurisdiction, then the validity, legality and enforceability of the remaining provisions/ clauses of this Agreement shall remain unaffected, and such each provision/ clause of this Agreement shall be valid and enforceable to the fullest extent permitted by law. In such case, this Agreement shall be reformed to the minimum extent necessary to correct any invalidity, illegality or unforceability, while preserving to the maximum extent the original rights, intentions and commercial expectations of the Parties hereto, as expressed herein.

d.  Non- Transferability: The Client/ User agrees and understands that their account is non- transferable and all of the Client/ User’s rights to the profile or contents within the account shall terminate upon termination of the Client/ User’s right to access the Website or its Services.

e.   Relationship between the Parties: The Client/ User is aware and understands that no agency, partnership, joint venture or employment is created as a result of this Agreement. The Client/ User may not make any representation or bind the Company in any manner whatsoever. The Parties are and have always been independent entities/ individuals.